Information on the addresses of all Russian legal entities is contained in the open register, which can be found at the address of the tax service. If the address is incorrect, the company carries the following risks: the risk of the absence of any of its representatives at the address; the risk that any message of legal value will not be received by the addressee.
Of course, not every company needs a separate room located in a business building. At first it’s more convenient and, importantly, cheaper to stay where the director or one of the participants lives. Often entrepreneurs are interested in whether it is possible to register an LLC at a home address? The answer to this question is not the most definite.
Subtleties of legal terms
The concepts of "location" and "address of a legal entity" that are found in modern legislation are different in content. Location indicates the place in the country where the state registration took place. It is not even necessary to specify the address to the street, you can specify only the name of the city, rural settlement or village. The location is recorded in the constituent documents of the company , for example, in the charter.
The address of the company is its director (or other sole executive body), here the company receives mail. The address of the legal entity is entered in the register. In the event of a dispute, for example, if you need to send a claim to a counterparty that has indicated different addresses, you need to use the one indicated in the registry.
Note. It is not necessary to submit an application for registration of changes in the constituent documents of an LLC if the address of the company has changed, but remains within the same city or village.
Legality of company registration at the place of residence
Lawyers today give conflicting advice on the question of whether it is possible to register an LLC at its home address. This is due to the established practice of tax refusals in registration. Most often, the Federal Tax Service refers to the rule of law, which only at first glance prohibits such registration.
However, it should be understood that the law does not explicitly prohibit the registration of an LLC to the home address of the founder or director. There is a clearly formulated judicial position on this score - the Plenum of the Supreme Arbitration Court of the Russian Federation in its Decree of July 30, 2013 No. 61 regarding the reliability of legal addresses confirmed the legality of such registration. Given the mandatory judicial acts for all in Russia, the tax authority is not entitled to ignore this position.
Obviously, the answer to the question whether it is possible to register an LLC at a home address is positive, and the tax practice to refuse such registration does not comply with the law.
Important. Engage in the production of the house does not work due to the direct prohibition of the legislator, while the location of the production facilities and the address of the company may not coincide.
Registered address of the LLC at the place of residence
Problems with such registration, if the founder and director are the same, usually does not arise. It is very important that the head is registered in the apartment, otherwise it cannot be recognized as the location of the EIO. But if there is a registration in the selected residential premises, it will not be difficult to obtain the legal address of the LLC at the place of residence of the director.
It is important to take a confident position based on the law, and in case of refusal by the tax authorities to refer to the judicial practice of the cassation instance (arbitration courts of the district) and the position of the higher courts.
How to register an LLC at the home address of the founder?
Quite often, tax authorities ignore judicial clarifications of arbitrations, citing the fact that a company can be registered only at the address of the director. Therefore, if the founder and director are different people, then the answer to the question of how to register an LLC at the founder’s home address is a little complicated. It must be remembered that refusals based on this motive are illegal, since they contradict the law and the prevailing judicial practice.
The illegal refusal of the IFTS to register must be appealed first to the Regional Office, and then to the court.
Required documents
In addition to the standard documents required when entering or changing a legal address (a notarized application for registration of an LLC in the established form, a decision to create a company or to change a legal address), the landlord will need to receive confirmation that he is not against entrepreneurial activity in the apartment expressed in writing.
This document is similar to a letter of guarantee issued by the owner of a commercial property in respect of which a lease is concluded.
Note. The list of necessary documents for registration of an LLC depends on the following facts:
- register a new company or change the address of an existing one;
- whether amendments to the charter are necessary.
When preparing papers, it is necessary to pay a visit to a notary in order to verify the authenticity of the signature of the applicant - director or representative by proxy.
Owner Consent
This document confirms that the landlord is not against the use of his housing as an LLC registration place. If you have a mortgage, you will have to obtain the consent of the bank. If the apartment is not privatized, you must contact the municipal authority (for example, the city administration) for such consent.
To confirm the address for the registration of the LLC, you will need an extract from the USRN indicating the information about the owner of the apartment, or a corresponding certificate, as well as his consent, drawn up in free form. If there are several owners of the apartment, you will need consent from everyone.
When preparing documents for the registration of an LLC, the law does not stipulate the need to obtain consent from all persons registered in the apartment. However, some tax authorities require evidence of such consent. In addition, it happens that the Federal Tax Service asks to confirm the consent of a notary. Therefore, the exact package of documents should be clarified in advance in the tax.
Pros and cons
The decision to register the LLC at the home address must be balanced, it is necessary to take into account all the possible advantages and weaknesses. Their list includes the following.
Benefits:
- There is no need to make monthly rental payments to the owner of the leased office space. Given the high prices for renting business real estate, this is a fairly strong argument in favor of choosing such a registration.
- The ability to receive mail correspondence at the place of residence of the first persons of the company - the founder or leader.
- It is also important that for the access of regulatory authorities to the premises, either the consent of the owner or a court decision is required.
Disadvantages:
- Not all banks make a positive decision when issuing a loan or even opening a current account for companies registered at the place of residence.
- Concerns arising from the tax authorities that the company registered in the premises is a one-day company.
- In the event of a change in the director or founder of a legal entity, the legal address of the company must be adjusted.
Obviously, the cons are not significant, and the advantages are quite noticeable, especially at the very beginning of the company. Registration of the company at the place of residence of the director or founder will save the budget, which would be spent on rent and utility bills.
What to do if the tax refused?
First of all, you need to understand the causes of failure. If, for example, the set of submitted documents was incomplete, submitted erroneously to another inspection, the documents for registration of the LLC are not certified by a notary (if necessary), the application is signed by an unauthorized person - most likely, the refusal is legal. In this case, you should correct the shortcomings and re-submit the documents for registration.
But if the tax refuses due to the fact that, in her opinion, it is forbidden to place business in residential premises, such a refusal clearly does not comply with the law. Then you need to appeal the refusal first to a higher authority - the Federal Tax Service Office for the region. However, practice shows that the Office rarely takes the side of the taxpayer - almost never. The refusal of the Office to satisfy the complaint must be appealed to the court according to the rules of the procedural law.
conclusions
The answer to the question of whether it is possible to register an LLC at your home address is positive. Given the current trends in Russian tax and judicial practice, it is necessary to strictly comply with all formalities, collect documents and obtain the consent of the owner.
In the modern realities of the total search of one-day firms, it is worthwhile to understand that the tax one can be negatively configured in relation to the use of the address for registering an LLC. However, such an attitude should not infringe on the rights of taxpayers and allow violations of the law in the form of illegal refusals of registration.
Arbitration court, whose practice is still developing in favor of companies, will help to defend their rights in case of violation.